UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: August 9, 2005
(Date of earliest event reported)
21ST CENTURY HOLDING COMPANY
(Exact name of registrant as specified in its charter)
Florida 0-2500111 65-0248866
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(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
3661 West Oakland Park Blvd., Suite 300
Lauderdale Lakes, FL 33311
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 581-9993
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
On August 9, 2005, we held our Annual Meeting of Shareholders at our
principal executive offices at 3661 West Oakland Park Boulevard, Suite 207,
Lauderdale Lakes, Florida 33311. At this meeting, our shareholders approved the
following four (4) proposals, with the necessary number of votes required by our
charter documents and applicable corporate laws,
1. The election of Carl Dorf and Charles B. Hart, Jr. as Class III
directors to serve until the Annual Shareholder's Meeting held in
2008 or until their successors are elected and qualified;
2. Authorizing the possible issuance of 20% or more of our common stock
in connection with our 2004 private placement of senior subordinated
notes and warrants to purchase shares of our common stock;
3. Authorizing the issuance of 3,500 shares of our common stock to our
Chief Executive Officer;
4. Ratifying the selection of DeMeo Young McGrath as the Company's
independent auditors for the fiscal year ended December 31, 2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
21ST CENTURY HOLDING COMPANY
Date: August 10, 2005 By: /s/ James Gordon Jennings, III
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Name: James Gordon Jennings, III
Title: Chief Financial Officer
(Principal Accounting and
Financial Officer)